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Inditalia Refcon Ltd Auditors Report.

To The Members of INDITALIA REFCON LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of INDITALIA REFCON
LIMITED ("the Company"), which comprise the Balance Sheet as at March 31, 2019,
and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement
of Changes in Equity and the Statement of Cash Flows for the year then ended and a summary
of the significant accounting policies and other explanatory information.

Managements Responsibility for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters stated in Section
134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of
these standalone financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive income, cash flows and
changes in equity of the Company in accordance with the Indian Accounting Standards (Ind
AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended, and other accounting principles generally accepted in
India.

This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the standalone
financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.

Auditors Responsibility

Our responsibility is to express an opinion on these standalone financial statements
based on our audit. In conducting our audit, we have taken into account the provisions of
the Act, the accounting and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the Rules made thereunder
and the Order issued under section 143(11) of the Act.

We conducted our audit of the standalone financial statements in accordance with the
Standards on Auditing specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the standalone financial statements are free from
material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and
the disclosures in the standalone financial statements. The procedures selected depend on
the auditors judgment, including the assessment of the risks of material misstatement of
the standalone financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant to the Companys
preparation of the standalone financial statements that give a true and fair view in order
to design audit procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Companys Directors, as well as
evaluating the overall presentation of the standalone financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to
provide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone financial statements give the information required
by the Act in the manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the state of affairs of the Company
as at March 31, 2018, and its profit, total comprehensive income, the changes in equity
and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit we report that:

a) we have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our audit.

b) in our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books.

c) the Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Income, Statement of Changes in Equity and the Statement of Cash Flow dealt with by this
Report are in agreement with the books of account.

d) in our opinion, the aforesaid standalone financial statements comply with the Indian
Accounting Standards prescribed under section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.

e) on the basis of the written representations received from the directors of the
Company as on March 31, 2019 taken on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2019 from being appointed as a director in terms
of Section 164(2) of the Act.

f) with respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate Report in "Annexure A". Our report expresses an unmodified opinion on
the adequacy and operating effectiveness of the Companys internal financial controls over
financial reporting.

g) with respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in
our opinion and to the best of our information and according to the explanations given to
us:

i. The Company has disclosed the impact of pending litigations on its financial
position in its standalone financial statements - Refer Note 13.D. 1 to the financial
statements

ii. The Company has made provision, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including
derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to
the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditors Report) Order, 2016 ("the Order")
issued by the Central Government in terms of Section 143(11) of the Act, we give in
"Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the
Order.

For R. I Jain & CO.

Chartered Accountants

(Firm Registration No. 103956W)

Sd/-

PLACE : Mumbai

CA. Dr. RajendraKumar Jain

DATED : 29/05/2019

(Proprietor)

Membership No. 039834)

ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1(f) under Report on Other Legal and Regulatory
Requirements section of our report to the Members of Inditalia Refcon Limited of even
date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of
Subsection 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of INDITALIA
REFCON LIMITED ("the Company") as of March 31, 2019 in conjunction with our
audit of the standalone financial statements of the Company for the year ended on that
date.

Managements Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaining
internal financial controls based on the internal control over financial reporting
criteria established by the Company considering the essential components of internal
control stated in the Guidance Note on Audit of Internal Financial Controls over Financial
Reporting issued by the Institute of Chartered Accountants of India. These
responsibilities include the design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the orderly and efficient
conduct of its business, the safeguarding of its assets, the prevention and detection of
frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the internal financial controls over
financial reporting of the Company based on our audit. We conducted our audit in
accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants
of India and the Standards on Auditing prescribed under Section 143(10) of the Companies
Act, 2013, to the extent applicable to an audit of internal financial controls. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained and if such
controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditors judgement, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained, is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.

Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given
to us, the Company has, in all material respects, an adequate internal financial controls
system over financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31, 2019, based on the internal control
over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of
India.

For R. I. Jain & CO.

Chartered Accountants

(Firm Registration No. 103956W)

Sd/-

PLACE : Mumbai

CA. Dr. RajendraKumar Jain

DATED : 29/05/2019

(Proprietor)

(Membership No. 039834)

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2 under Report on Other Legal and Regulatory
Requirements section of our report to the Members of Inditalia Refcon Limited of even
date)

i. The Company has no fixed assets on its books and hence reporting under clause 3 (i)
of the Order is not applicable to the Company.

ii. The Company proposes to carry on business of trading/ manufacturing biotechnology
items as reported to us. During the FY 2018-19 the Company had no business activity. Since
the Company, has no inventories in its books, reporting under clause 3 (ii) of the Order
is not applicable to the Company.

iii. According to the information and explanations given to us, the Company has not
granted any loans to any party which will attract the provisions of section 188 / 189 of
the Companies Act, 2013, thus reporting under clause 3(iii) is not applicable to the
Company.

iv. The Company has no reportable transactions under Section 185 and 186 of the Act and
therefore reporting under clause 3(iv) is not applicable to the Company.

v. The Company has not accepted any deposits during the year and does not have any
unclaimed deposits as at March 31, 2019 and therefore, the provisions of the clause 3 (v)
of the Order are not applicable to the Company.

vi. The maintenance of cost records has not been specified by the Central Government
under section 148(1) of the Companies Act, 2013 for the business activities carried out by
the Company. Thus reporting under clause 3(vi) of the order is not applicable to the
Company.

vii. According to the information and explanations given to us, in respect of statutory
dues:

a) The Company has generally been regular in depositing undisputed statutory dues,
including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax,
Goods and Service Tax, Value Added Tax, Customs Duty, Excise Duty, Cess and other material
statutory dues applicable to it with the appropriate authorities and therewere no
undisputed amounts payable in respect of such dues in arrears as at March 31, 2019 for a
period of more than six months from the date they became payable.

b) The Company has disputed interest demand raised by Income Tax, pertaining to
Assessment years 94-95 to 97-98 (4 Years) which has not been deposited as at March 31,
2018. Companys appeal is pending before the Principal Commissioner of Income Tax Range V.

viii. The Company has not taken any loans or borrowings from financial institutions,
banks and government or has not issued any debentures. Hence reporting under clause 3
(viii) of the Order is not applicable to the Company.

ix. The Company has not raised moneys by way of initial public offer or further public
offer (including debt instruments) or term loans and hence reporting under clause 3 (ix)
of the Order is not applicable to the Company.

x. To the best of our knowledge and according to the information and explanations given
to us, no fraud by the Company or no material fraud on the Company by its officers or
employees has been noticed or reported during the year.

xi. In our opinion and according to the information and explanations given to us, the
Company has paid/provided managerial remuneration in accordance with the ceiling limits
mandated by the provisions of section 197 read with Schedule V to the Act and the
provisions of Rule 15(3) (b) of Companys (Meetings of Board and its Powers) Rules 2014 .

xii. The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of the
Order is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us, the
Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where
applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the standalone financial statements as required by the
applicable accounting standards.

xiv. During the year, the Company has not made any preferential allotment or private
placement of shares or fully or partly paid convertible debentures and hence reporting
under clause 3 (xiv) of the Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us,
during the year the Company has not entered into any non-cash transactions with its
Directors or persons connected to its directors and hence provisions of section 192 of the
Companies Act, 2013 are not applicable to the Company.

xvi. The Company is not required to be registered under section 45-IA of the Reserve
Bank of India Act, 1934.

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